Drake's The Amazing Spider-Man
by AllStarDrake
Summary: A reimagined take on the wall crawler. Beginning nearly a year into Peter's superheroic career, the teenaged hero seeks new opportunities and a changed life as he enters college, but he gets more than he wished for when new villains rise and wreak havoc in New York. Now, Peter must stand up and prove himself as a hero and a man before everything he loves is lost. R&R.
1. Brand New Day

**A/N: This title was originally published on All Star Marvel. Look it up. Issue 2 is already up. Otherwise, please review. I promise I'll reply to every one. Oh, and if you visit ASM (it's a proboards forum), make sure to check out the "Digital Journal of Peter Parker." It'll give you new insights into the story and Peter's costume design. **

**The Amazing Spider-Man**

**#1: Regenesis Part 1**

**Brand New Day**

"Hello, New York!"

A lone young man swung high above the heads of everyday New Yorkers on a thin white line made of a web-like material. His goggles glinted darkly as they adjusted to the sunlight, the transition lenses adapting to hide his eyes from the transcendent glow as his backpack shuddered in the wind. His red web-patterned hood fell back, exposing a similarly patterned half-mask, and his unruly brunet hair.

_"And hello, true believers! Name's Peter Parker, but while in costume I go by Spider-Man. Some call me amazing; some call me spectacular; and some even call me friendly neighborhood…er Spider-Man. 'Course if you believe everything you see on Fox News or Daily Bugle Communications, you might call me a menace."_

The young Spider-Man landed gracefully onto the side of a billboard plastered with the image of J. Jonah Jameson, a middle-aged man whose flat-topped graying hair and mustache had never been in style. In the picture, Jameson held up an IPad covered with the Daily Bugle headline "Spider-Man: Hero or Menace?" and a clean pic of the masked hero swinging away from a burning building.

_"Of course that pic was taken by me—one of the many pix of myself (in costume) I hand over to JJJ for my freelance photographing gig with the Bugle—and of course, nowhere in the article nor in the picture does it mention or show that I happened to have just rescued three kids from that fire. Classic JJJ!"_

Police sirens drew the attention of Spider-Man. The masked teen leapt off the billboard and swung away, following two cop cars down the streets of New York. Ahead, a block away, Spidey spotted an armored van powering through car after car.

_"Ten months ago, in the fall of my senior year of high school, I was bitten by a freak spider during a field trip to Acme Labs. The spider, as I later learned, had been genetically engineered by a Dr. Miles Warren—since arrested for illegal experimentation—using radioactive chemicals. After the bite, I discovered I'd gained all the abilities of a spider, except for oh-so handy web shooting. Realizing my loss, I built web shooters, and without a moment to lose I decided to do the obvious thing with my newfound powers—make money."_

Spider-Man caught up to the racing van and dropped down onto the top of the vehicle with a thump. He heard men inside shout in surprise. The masked teen leaned over the edge of the van, looking into the open driver's side window.

"License and registration, please," Spider-Man quipped, grinning under his half-mask.

"Shit! It's Spider-Man!" the thug driving—a young latino man not much older than the webbed wonder—shouted, before leaning back as his pal in shotgun held up a firearm of the same name.

"'Hello' or 'hey' would've done just fine," Spidey joked, flipping away from the window before the criminal could fire. He landed calmly on the windshield in a three-pronged position.

_"So, masked wrestling, show boating, the likes? All pretty far away from crime fighting, right? You're probably wondering how I came to be here, on top of an armored van full of heavily armed criminals, acting like some sort of Captain America wannabe. Truth is, crime fighting was the last thing on my mind at the time. Only after I was screwed out of some money and in my rage let a mugger get away did I learn real responsibility, because as fate would have it, that same mugger went on to shoot my sweet, old uncle Ben later that night, killing him. From that horrible night onwards, I understood the truth behind my late uncle's favorite moral: with great power there must also come great responsibility."_

Spider-Man punched a hole through the windshield and pulled the armed thug out, tossing him away and webbing him onto a wall. Spidey's instincts suddenly kicked into overdrive as his ears started ringing, like if he'd been dealt a solid blow to the head.

_"That's my spider-sense, probably my handiest power. It's a sixth sense I've got that alerts me to danger before it happens."_

Spider-Man spun to the side of the van, sticking on the passenger door, as bullets blasted through the windshield, completely shattering it.

"Y'know, I know a guy who knows a guy who could probably get that fixed for ya at a decent price," Spidey quipped, webbing up the driver's hands and pulling them away, causing the van to swerve to the right, crashing through a light pole.

"DRAGO!" a thug in the back cried.

"The bug's got me!" the driver shouted back, "I can't—"

And he couldn't. The van crashed into an alley, through a few trashcans and finally came to a stop after it broke through a dead end wall.

Drago jumped out of the van before Spider-Man could get him, muttering, "Screw this,"

_"He didn't say 'screw.'"_

The young thug turned around and aimed a pistol at Spider-Man, who leaned forward on the edge of the roof of the van. Three more armed criminals got out the back, all holding assault rifles.

"We can do this the hard way or the hard way," Spidey said, "What's it gonna be?"

Spider sense! The hero leaped over Drago as he fired, before nimbly kicking him into the ground. The thug didn't get back up.

"The hard way it is," the masked teen declared.

Spidey turned to the remaining criminals, who were already taking off down the alley, dragging a large box between the three of them. The hero sighed.

"They never learn…"

Spider-Man jumped into the air and swung after them, catching the thieves with two full swings. He landed on the wall next to them, and rested on all fours.

"Spider-Man, just back off. Let us go and you don't gotta die," one thug dropped the box and lifted up his rifle.

Spidey frowned, "Guess how many jerkwads have said that to me before."

_"And guess who won that fight? Bingo! It was me."_

The red-clad hero stood over the three webbed, unconscious bodies of the criminals, now taking the opportunity to look at what they stole. The box was labeled OsCorp. Great. Just what he needed. If OsCorp was involved, then any chance he had of getting in the good graces of the cops was blown, especially after the Connors incident…

"Spider-Man, hands up! Step away from the glider!"

Spidey reluctantly held his hands in the air, turning towards the police officer speaking to him. The woman aimed down her pistol, unwavering.

"Now don't move. I will shoot you if you so much as think about ditching your compatriots—"

"My what?" Spider-Man exclaimed, causing the cop to flinch. He'd make sure not to react so expressively next time, lest he get shot, "Listen, lady, I just knocked these guys out. I know I'm not exactly gonna be invited to Norman Osborn's birthday party, but c'mon!"

"Shut up! Now!"

Two more cop cars pulled up at the end of the alley. The police officer stepped forward. Spidey grunted.

"The whole Lizard-Connors freako thing was partially my fault, yeah, but I swear I had nothing to do with this," Spider-Man promised, "Just let me go."

"Keep your hands up," the cop reached for her handcuffs. Spider-Man sighed, taking the opportunity to fire a webline and rocket into the air. A bullet barely passed by Spidey's leg as he swung away.

_"Yeah, that Lizard incident. It's a long story. All that matters now is I got away…._

_…And I'm late! Horribly, horribly late!"_

"Son of a…" Spider-Man muttered as he glanced at his cellphone on the side of a chimney. 11:57. He wasn't gonna make it!

"Aunt May's gonna kill me!" Spidey said, swinging over the streets of Manhattan. "If I'm late to my freshman orientation…." The teen shuddered. His normally kindly aunt got apocalyptic when he missed curfew back in his high school days, so it goes without saying that if he was late to meeting her today of all days she'd explode right then and there. After all, she wasn't the only one he was meeting on campus at ESU…

The eighteen-year-old let himself drop to the roof of Grunhild Hall with a crunch. He was here. It was fine.

_"Everything is going to be fine. I mean, this is a new day for me. I'd once been a mild mannered nerd and bookworm but now everything's changed. I am a full-fledged adult. My worst days are behind me. Nothing can go wrong._

"No! No, no, no!" Peter grumbled as he tore through the contents of his backpack, "I swear I put another shirt in here!"

_"Well, almost nothing. But that's fine! I can pull off dress shoes, slacks, and a Spider-Man hoodie, right? Right? It doesn't matter. Today is a new day for me. Everything starts anew. As Spider-Man, I'm gonna step up to the big leagues. No more petty crooks and muggers. I'll take on full-fledged supervillains. And as Peter Parker? Well, I'm going to be a new man, a better man. I'm in college after all. Gone are the days of fawning over the shallow Liz Allan or even interacting with the bully Flash Thompson. This is a new beginning for me. Everything's going to change."_

_"Forget high school."_

_..._

"Yo, Parker!"

Peter shut the door to the stairwell, ignoring the voice calling him. It couldn't be real. There was no way he was gonna see…

Flash Thompson waved to the thin teen, "Hey, Peter Parker!"

Peter had no choice but to make eye contact as Flash pushed through the crowd up to him, "Glad to see you here!"

"Great to see you too, Flash, but—"

"Parker, I want you to meet somebody!" Flash put a hand on Peter's shoulder and led him along through the crowd to a young hispanic man who looked as if he belonged on the Empire State University football team.

"Parker, this is Mark Raxton. He's Liz's cousin and a redshirt freshman for the Warriors," Correctomundo! Peter forced back a chuckle, "Mark, this is that wimpy kid I was telling you about, Peter Parker."

Peter tried not to grumble, but he failed. Flash noticed, and grinned, clapping him on the back. "I'm just teasing, buddy! All jokes and games!"

"That's you," Peter sarcastically muttered, "Jokes and games…"

"Back off, Flash," Mark pushed the blonde's hand away from Peter, before holding his hand out to the brunet. The geeky teen paused, before taking it, smiling. "As the dummy over here said, my name's Mark Raxton. It's nice to meet you."

"Peter Parker…but you know that already," Peter shook his hand, "Nice to meet you too."

"Well, I really hate to seem like I'm ditching you as soon as I meet you, but I've got to go," Mark explained, "I was just telling Flash before he dragged you over, I've got this…football meeting." The large teen glanced away, his cheeks flushed. Peter frowned. He knew when a man was lying, but Mark had genuinely seemed like a nice guy.

"Oh, it's no problem, Mark! Sorry for keeping ya from the field," Flash apologized. He held up two fingers in a 'peace' position, "Go Warriors!"

"Right," Mark half-heartedly mirrored Flash's gesture, the salute of the team's mascot, before walking off.

Flash took no time to turn back to Peter before the shorter teen could run off, "So, Parker, you met your roommate yet?"

"No…" Peter shook his head "No, I haven't. On a kinda similar topic, Flash, aren't you…"

"Leaving?" Flash frowned, "Yeah, I am. I'm heading off to basic training tomorrow. Liz just asked me to go to this shindig with Mark," Peter forced back a 'shindig' joke, "She said something about making sure he stayed. Dunno why, but she was super worried about him. I don't get it. He's got his crap together, know what I mean?"

Peter weakly nodded. Of course. There must be something more to Mark Raxton, especially if Liz was worried. Leave it to Flash to drop the ball, even when it came to his girlfriend. Peter shook the thoughts away. Now wasn't the time. Peter had elsewhere he had to be.

"Listen, Flash, I've got to go," Peter said, "My aunt's already gonna kill me for being late as it is."

"Oh yeah, no worries, Parker," Flash patted Peter on the back. The teen flinched. Old habits die hard.

"Bye, Flash. Good luck with…with everything," Peter said.

"Yeah, yeah." Flash paused, before saying, "Oh, and Peter?"

"Yeah?"

"Killer sweatshirt, bro," Flash grinned. Peter smiled back, before leaving without another word.

It didn't take long for Peter to find his aunt May. It took even less time for her to blow up at him.

"Peter Benjamin Parker! What on Earth are you doing arriving so late? I've been waiting here for nearly fifteen minutes!" May scolded.

"Sorry, Aunt May," Peter apologized, rubbing the back of his head embarrassedly, "I got caught talking with an old friend."

"I can't imagine this 'old friend' is as important as who we're meeting today," May said.

"No, he's not,'" Peter admitted, as his aunt led him through the crowd.

"And what are you doing in that disgusting sweatshirt? Why aren't you wearing that nice green shirt I laid out for you?" May asked.

"Green isn't exactly my color…" Peter whispered, before saying aloud, "Just forgot it rushing out of the house, Aunt May. I'm sure it'll be fine."

"Peter! You remember who we're meeting today! You should look your best for him."

"Aunt May…"

"No, Peter—"

"Aunt May! It's fine!" Peter pointed to a number of tables in the crowded hall, and more specifically to two people sitting at one. The first was a tall red headed boy who looked like the epitome of gothness. His red hair was tinged with black, and his nose was pierced. His nails were painted black, and he wore similarly colored skinny jeans and a button up, which was unbuttoned nearly halfway down, exposing his pale tattooed chest. A chain linked down the sides of his jeans, and skull rings and silver bracelets finished the outfit along his hands and wrists. The second person was a short blonde woman in a business suit.

"No, Peter, you must be mistaken. That can't be…I mean, his father isn't here…"

Peter grinned, shaking his head, "Norman never shows. Plus, I'd recognized Harry Osborn anywhere."

As if saying his name drew his attention, Harry looked up from his cellphone and saw Peter. His face suddenly lit up and he waved. May forced back a gasp. Peter noticed, and tried not to laugh.

"Harry has changed a lot in ten years…" May whispered.

Harry stood up and ran up to Peter. He held out his fist, leaving Peter to bump it, before the two slipped their hands up and down, high-fived one another, and then reversed. The two finished with a gentle chest bump.

_No, he hasn't changed too much,_ Peter thought.

"Peter Parker," Harry chuckled.

"Harry Osborn," Peter returned the laugh in turn, "You remembered our secret hand shake!"

"You kidding? I couldn't forget it!" Harry exclaimed. Peter laughed good-naturedly at the comment, before nodding towards the blonde woman who had been standing with Harry.

"Who's she?"

"Just one of my dad's lackeys. Things haven't changed much since we last saw each other. Norman's still too busy to talk to me, let alone come to one of these things," Harry motioned around. Peter nodded solemnly. He probably shouldn't have brought it up. The mood seemed to instantly darken.

Peter looked to his aunt May, "I've got it from here. You can go, if you want."

"Oh, I know when I'm not wanted," May teased, stepping away.

"No way, Ms. Parker!" Harry spoke up, suddenly cheery again, although Peter swore there was a darkness behind his eyes this time, "You're always welcome!"

May laughed softly, "Oh thank you, Harry, but I think I'll be going now. Bye bye, you two! Have fun! And Peter, you better tell me all about your first day tomorrow, okay?"

"Yeah yeah," Peter waved May away, grinning.

Harry laughed a little, "Yeah, not much has changed at all. Your aunt's still as awesome as ever!"

Peter briefly looked Harry over, "You sure nothing's changed?"

Harry met Peter's gaze, frowned, and then blushed. He glanced away. "Oh, Pete…I'm sorry, I forgot about your…"

"No, Harry," Peter gently punched his friend's arm, "I wasn't talking about my uncle. I was talking about [i]you.[/i] I mean, look at you."

"Oh yeah," Harry nodded, and held out his arms, "This." He looked up at Peter, grinning, "Well you haven't changed at all. Still can't put together an outfit of any kind. Slacks and a Spider-Man hoodie?"

"Fashion genius," Peter retorted.

"Keep telling yourself that, Pete."

"Okay, Project Runway, if you know so much, where're the girls flocking to you?" Peter jokingly looked around to emphasize his point.

"Please, Pete," Harry laughed, "I've got game. I just have to turn it on, y'know, like a light switch."

"A light switch?" Peter retorted.

Harry shook his head and turned away from Peter, still grinning. He paused, before turning back around and saying, "So, Pete, if you're gonna give me a hard time then you've gotta have a girlfriend."

"I'm not giving you a hard time, I just—I…"

"No one, huh?"

Peter sighed, and looked down at his feet, "Nah, not yet. Haven't found the right girl is all."

"I take it that means you haven't…" Harry glanced away, "Y'know…?"

"What? Know what?"

Harry cleared his throat.

"You mean—?" Peter blushed, "No! I mean, no, I haven't. I'd like to, sure, but…no, no it hasn't happened yet." The brunet managed to meet his friend's gaze, "What? You have?"

Harry nodded, "Once or twice. Or fifteen times….I lost count. Nothing real, if you get me. Just…hook ups." The teen billionaire looked around, a bit of hope hidden in his eyes, "I'm looking for something a little more serious now."

"Serious? Harry Osborn?" Peter nudged his friend, trying to lighten the mood, "Never!"

"Yeah, yeah," Harry weakly pushed Peter's hand away, causing him to frown. "Listen, Pete, there's something I should tell you…"

Peter's phone vibrated in his pocket. The teen held up his hand, quieting Harry. "Sorry, gimme a sec." He pulled his phone out of his pocket and looked down at the screen. It was a police alert for an armed bank robbery in Midtown. Of course, it had to be a freakin'….

Peter looked up, "Hey, Harry, I've got to go. I'm really sorry, man, but I just…"

"It's cool. Yeah. Whatever," Harry motioned him away.

Peter continued to speak as he backed up, "Seriously, it's really important, otherwise I'd totally…"

"Just go!" Harry fiercely shouted, surprising Peter. The red head looked away, "Just go…"

Peter left without another word.

Yeah, sure, everything had changed. Screw his luck.

...

Inside a darkened room on the outskirts of Manhattan sat a man dressed in a feathery black suit, his face shrouded by darkness. Birds in cages were scattered around the room, all squawking at once, creating a deafening roar of high pitched squeals. The man didn't seem to mind as he relaxed calmly on his throne.

Someone knocked on the door.

"Come in," the man cawed in a gravelly voice. A brown-haired woman dressed in a black suit and skirt marched into the room. She frowned disapprovingly at the uproar around her before bowing down to the shrouded man. He lifted his hand, his gnarly fingernails filed into talons. The birds' cries instantly silenced.

The woman looked up and stated, "Sir, we've just received word that the Oscorp shipment was stopped by…by Spider-Man. All four of your men were captured."

The shrouded figure let out a guttural roar, slamming his fist onto the armrest of his throne.

"Of course! What is this now? The third shipment Spider-Man has stopped?" the man asked rhetorically.

"There is some good news, sir. While we may have lost our Oscorp shipment, we managed to cleanly retrieve the XG-1 serum from Horizon Labs."

"So The Cat came through…" the man said.

"She's as good as they say," the woman agreed.

The man interlaced his fingers as his elbows rested on the throne's armrests. He grinned wickedly, exposing yellowing teeth.

"I think it's clear what we do next. Send The Cat after the harness, and while we're waiting, go ahead and fetch us a…volunteer for our experiments." The man leaned forward, his face finally uncovered from the shadows. He was old and bald, with wrinkles lining down his face, and a nose shaped like a beak. As he laughed, he almost seemed to let out a chirping noise, causing the birds around him to erupt into their chaotic chorus again.

The woman allowed herself a half smile as she nodded, saying, "As you wish."

It was only after his servant left the room did the feather-covered elderly man and his birds finally quiet down. He let out one last cawing giggle, before settling on a maniacal grin.

"Soon, I will stand over the beaten and broken body of Wilson Fisk, his empire crumbling around him, and he will wish he never crossed me! On that day, New York will learn to fear its true kingpin of crime again, cowering in fear at the mere muttering of my name—Adrian Toomes!"

**NEXT TIME: Molten hot action and the beginnings of a fiery romance!**


	2. A Hot Mess

**Guest 12: Thanks for my one and only review, haha! While I am an avid Peter/MJ shipper, I will admit they aren't in my immediate plans for the title. At least not in the way you'd think. Romance—as in any good Spidey story—will play a role. I hope you'll just sit back and enjoy the ride. **

**The Amazing Spider-Man**

**#2: Regenesis Part 2**

**A Hot Mess**

"I am so sick of hearing this, Raxton!"

Mark Raxton, 6-feet-something ESU freshman football player and cousin to Peter Parker's highschool crush, Liz Allan, backed up a step as the short, balding Italian man in front of him shouted. The two goons to Mark's left and right grabbed hold of the teen. The redshirt freshman shrugged them off with a frustrated grunt and looked back at Vincent Maroni.

"Listen, Vinny," Mark begged, "I've got the money coming, I swear. I know I say that a lot, but I put some down on this Empire State pre season game, and…"

"Jesus, kid!" Maroni massaged his temples, "You got a serious gambling problem. I got to admit it's people like you who keep me in business, but by the Lord almighty..." The casino owner sighed, "Kid. Raxton. Marky. Gambling got you into this mess. You can't pay up, so you're first thought is to go gamble some more to make up the money? I can't trust that, and I can't trust you, kid. You're a bad bet."

"C'mon!" Mark got onto his knees and bowed before the Italian, "I can't…I—I'll pay up. Please, Vinny."

"You're damn right you will." Mark perked up, but was shot back down by the fierce expression on Maroni's face.

"I got debts of my own, kid. Age-old debts…" Maroni crossed his arms, "You're gonna help me pay 'em."

"I'll do anything!" Mark interjected, "Anything at all!"

"I'm glad you say that," Maroni chuckled, and turned back to the bar in his empty small-time casino to pour himself a drink, "Boys, take Marky here and bring 'im to the Big Man."

"Whatever you say, boss," one of the goons agreed. Mark stood up and turned to face them.

"So, what is it that I—"

The teen was silenced as one of the goons covered his mouth with a wet rag. He struggled and tried to cry, but he got nowhere. Before long, his vision faded to darkness.

Maroni watched his hired thugs' handiwork with a frown, taking a sip of wine, "Pity, kid. I always liked you."

…

Peter Parker collapsed onto the rough cot in his dorm room, a rather messy white-walled two-bed lodging. Boxes were strewn around, both opened and unopened; some belonged to Peter, some to his mysterious roommate—Richard Rider. The young mutate hadn't yet met his roommate, having spent most of his day out fighting crime. Yet another thing to add to his list of crappy first day college experiences. Class started in two days—or one, rather, as Peter realized when he looked at the clock—and he didn't even know what his roommate looked like. Such was the life of a teenaged superhero.

Of course, that wasn't even mentioning his biggest mishap of the day—skipping out on his prodigal best friend, Harry Osborn. The guy had been about to tell Peter something important when he'd left to stop a bank robbery. Adding onto that, the cops thought he was a thief, his aunt was probably still a little mad at him for showing up late to freshman orientation—Peter couldn't imagine how she'd react if she found out he'd ditched it within minutes of arriving—and he'd lost track of Mark Raxton, Liz's cousin, when the guy supposedly had some issues. Peter knew that wasn't really his problem, but he couldn't help feeling responsible. Liz, despite all he'd gone through in high school, was his friend…well, probably, and lord knows Flash wasn't going to do a damn thing to help. The jock was as smart as a brick.

On the plus side, Peter had some peace and quiet. Sure, he'd clocked in at past midnight, totally exhausted and feeling a bit down, but he could get a decent night's sleep in his new bed.

Or at least, he should have.

The door to Peter's room slammed open. The teen jerked upright, alert, but his spider sense hadn't gone off. That meant there was no threat…unless you counted a girl straddling your roommate, making out with him as he walked into the room a threat. Peter had to admit this might be costume-worthy.

The two intimate teens fell back onto Richard's bed, the young man first, his long, messy brown hair flattening against the crude mattress. Peter froze, unable to think. What the hell was he supposed to do? Awkwardly, he didn't look away from the two as they kissed.

Finally, the girl noticed Peter, pausing mid-kiss right as Richard began to reach under her shirt. She pulled away. Richard groaned.

"What?"

"Uh…" The girl continued her awkward staring contest with Peter, "Roommate."

Richard turned to look at Peter. An odd mix of pleasure and disappointment lit up in his eyes. "Oh, hey. You're Peter, right?"

"Yeah," was all Peter managed, now looking at Richard.

"Well…" Richard sat up, causing his lady-friend to stand up, "This definitely wasn't how I wanted us to meet. I, uh…we can go, if you want."

"No," Peter stood up. What the hell was he doing? "I was just thinking I could use some fresh air." No, he wasn't. Why was he saying this?

"You sure?"

"Absolutely." Not. No way. God, this couldn't get worse.

"Well, thanks, man."

Peter grabbed his backpack full of Spider-Man gear and his camera, and a pillow, before leaving the room. He resisted the urge to slam the door.

And such was the life of Peter Parker.

…

Peter walked dazedly down Empire State's campus, ignoring the uncomfortable glances of the security guards and drunken students he passed by. Fresh air. Just wonderful. Where was he supposed to sleep now? In a tree? Where did college students go when their roommate was getting funky with someone? What would possibly be open now, at nearly one in the morning?

"Kirk Library," Peter read the sign aloud, "Open 24 hours for the hardworking students of Empire State University to better succeed in their studies."

Peter considered his options, before muttering, "Why not?"

The walk inside wasn't as awkward as he'd thought it would be. There was a librarian near the front, a grumpy old woman who very clearly hated her job, but no one else in sight. Peter waved hello, but only got a shushing in response. It was wonderful to know ESU hired the best and kindest in the business.

Peter's second response upon entering the library was to gape in awe at how big it was. He'd never seen anything like it, even at the local library near Midtown High. There were three separate floors, each one half the size of a football field. Tens of thousands of books were sorted and shelved, and while Peter may have been an almost entirely digital reader, he had to admit he cried a little on the inside at the sight.

The brunet wandered around, his exhaustion suddenly the last thing on his mind. Soon enough, Peter realized there was a fourth floor: a basement. He tried the door to it, but found it was locked. He continued his exploration of the library, looking at shelf after shelf. Eventually, he found himself on the top floor, near the back of the library. As he passed by a shelf, Peter felt his foot come up against something slippery and he tripped and fell to the ground.

Instinctively, Peter bounced back up. He looked down at his feet. A sleeping bag was hidden there, a tuft of blonde hair evident in the cracks of the zipper. Peter gulped as the bag slowly opened up, exposing a beautiful blonde girl, around his age, with slightly messy hair and bright blue eyes. She wore lime green hipster glasses, which matched her similarly colored hoodie.

"What—oh. Sorry, I thought you were the librarian," the blonde muttered, rubbing her eyes beneath the glasses. She sat up.

"No, I'm sorry," Peter bent down and reached out to the girl to check if she was hurt, before pulling back, "Are you—I mean, did I—I tripped—y'know—I—I—are you okay?"

The girl giggled a bit, "Yeah, I'm fine. You just got the sleeping bag."

"Oh thank dog! I—I mean God!" Peter stammered. He couldn't really be screwing up this badly, right? Years of horrible practice in high school and he couldn't even talk to an incredibly gorgeous, nerdy-looking girl?

"What, uh, what are you-?" Peter began.

"Oh," the blonde looked down at her arrangements as if she was just aware they were there, "This? I—I couldn't sleep in my dorm tonight. My roommate was there with a guy, doing…things."

Peter perked up, smiling, "Really? I was doing the same thing! As you, I mean. I—well, my roommate was with a girl and I decided to come down here to sleep."

"No way!" The girl said. Peter nodded. "You're kidding?" Peter nodded again, before hurriedly shaking his head.

"I'm, er, serious."

"Wow," the girl smiled a full toothy smile, causing Peter's heart to flutter. Jeez, he was weak. "Welcome to college, huh?"

"Yeah…" Peter nodded, grinning. Welcome to college indeed.

"Well, I'm Gwen Stacy," the blonde held out her hand. Peter took it shakily.

"Peter. Is me. Uh, Peter Parker. Peter Benjamin Parker…not that you need to know that…I mean my middle name, not…" the brunet sighed and rubbed the back of his head embarrassedly, "I'm just too awkward, aren't I?"

Gwen laughed, "No, you're fine. You're probably just tired is all."

"I wish that were true," Peter said.

"Don't be too hard on yourself," Gwen said, "It's, like, one in the morning. Nothing good happens after one."

"It's two actually…"

"What?"

Peter blushed, "The saying from How I Met Your Mother? It's nothing good happens after two. I—wow…you may not even…"

"You watch How I Met Your Mother?" Gwen asked.

"Yeah."

"No!"

"Yeah."

"Seriously?"

"Yeah."

"It's my favorite show!" Gwen said.

Peter grinned, "Mine too."

The blonde smiled widely. "Sit down, Peter Benjamin Parker," Gwen patted the floor in front of her. Peter did just that.

"So, what'd you think of the finale?" Gwen asked.

"I hated it. It felt like the whole show was a waste, all the character development just thrown right out the window," Peter admitted.

"Right? Not to mention it's, like, the saddest thing since The Fault in Our Stars. It's just so frustrating…"

…

"And, yeah, my dad's at work basically all the time because of it. Not that it matters now, I guess," Gwen finished sullenly, "I'm in college after all. What does it matter if he's home or not? I'm not gonna see him."

The two teens had spent hours just talking, sitting across from each other. In that time, the two had gotten to know each other quiet well. Gwen was a freshman like Peter, and her story was certainly a sad one. Her mother had left her and her father while Gwen was in high school, leaving the Police Captain George Stacy to take care of his teenaged brainiac daughter alone. Of course, that came after years of hearing her parents fight when they thought she was sleeping. Every night, sobbing through the screams of rage and discontent. Peter had never had to deal with that. His Aunt and Uncle had always been close. He'd never even heard them have a serious fight.

"Well, I think it matters," Peter admitted, "I mean, every day having to wonder if he's going to come home alive, and, well, you're not even home to find out. I get it."

"Yeah?" Gwen said. Peter nodded reassuringly with a smile. The blonde smiled back, before looking away and blushing, "God, I can't believe I just dumped all that onto you. I just met you, and—and you've got your own problems, and—"

"Gwen," Peter remained calm for the first time all night. _Take her hand. Take her hand, you idiot!_ But Peter couldn't bring himself to do it. "It's fine. I'm…I'm really happy to get to know you. You seem like a great person…well, as great a person can be having spent six hours talking in the middle of the night."

"Six hours?" Gwen's head jerked up, "It's…" She grabbed her lime green-cased IPhone from beside her and looked at the time. "Oh God! It's past 7! I've gotta go!"

Gwen scrambled up and threw her stuff together, stuffing her sleeping bad into a large knapsack. "I'm so sorry! I just…I have this internship at Oscorp, and…well, I have to go!"

"Oscorp?" Peter muttered, "I know Harry Osborn…and his dad, actually."

Gwen paused, "You know Norman Osborn?"

"Yeah, I…"

"Shit!" Gwen cursed, looking at her phone again, "I'm sorry! I just got a text from my boss! I've really got to go now! There's this presentation today, and I have to set up, and…" Gwen looked at Peter one last time, "I had a great time! I'm sorry I have to leave so suddenly! Bye!" The girl ran off, leaving Peter to hopelessly watch her as she left.

"Bye!" The brunet interjected, before grumbling, "…bye."

Peter mentally smacked himself. He didn't even get her phone number. The teen collapsed back onto the ground, lying on his back. He smiled. Well…wow.

Gwen Stacy, huh?

…

Mark awoke with a shudder. Cold metal bars strapped his arms and legs against a table. He couldn't move. Oh God…Ohgodohgodohgod!

A short man in a green beast-like mask stepped into Mark's vision, a syringe in hand. The needle was filled with a bright orange liquid. Mark's eyes widened.

"Ah, Mr. Raxton," the masked man said, "You awaken right as the experiment begins. How…amusing."

Mark tried to talk, but found he couldn't. He had been gagged.

"Please try to relax. It'll make this so much easier," the man leaned forward. Mark tried to cry out, tears leaking down the side of his face. The firm pain of a needle entering his arm made Mark's world turn upside down. And then literally this time, Mark's world seemed to turn upside down as the liquid was injected into his body, bright colors flashing before his eyes.

And then, all at once, his body burned like it was on fire. Mark cried out, and he realized that he could in fact speak. A thick, mute taste burned in his mouth. With a cough, Mark realized it was the leather that had been used to gag him. It had melted and sunk down into his throat.

Mark continued to cry out, shaking. Soon enough, his arms and legs were freed, his restraints melted at his sides. Mark sat up, the bright colors still evident in his vision. Three thugs ran towards him as the masked scientist scrambled out of the room. No! He wouldn't get away!

Mark stood up and roared like a beast. The thugs backed up. One collapsed to the ground, screaming, his clothing caught on fire. The others ran off, shouting for help.

What had they done to him? Mark looked down at his hands. They were glowing red hot. Heat radiated off his body. What the hell was he?

"RRAAHHH!" Mark shouted, fire erupting from his hands. The teen grinned as he discovered his newfound ability. He raised his hand, and fired, burning a hole in a wall.

He needed to get out of here. He needed to escape. Without another thought, Mark ran off.

…

The cell door slammed open, causing Blackie Drago to jerk awake. In the open doorway stood a cop, hand on his firearm to keep any other inmate from running, and a short, pudgy, bowl-cutted brown-haired man. The brunet was in his late-thirties, and was dressed in a green button up, white labcoat, and large, rectangular glasses. He looked disappointedly at Blackie.

"It's your lucky day, Drago," the cop said, "You get to walk free."

"What?" a bald prisoner on Blackie's right exclaimed irritably, "Why's Blackie getta go and we don't?"

The younger man shrugged, "Prob'ly just 'cause I'm prettier, Rags."

"You ain't prettier than a snail, Blackie," the prisoner known as Rags retorted.

"Tell that to your girl," Blackie said, not missing a beat.

"You son of a—"

But Blackie was already out of the cell, the door closed behind him. The young latino criminal followed the pudgy man away, smirking, "Funny thing is I did screw his bae."

"That's it, Raniero!" the pudgy man spun around, stopping Blackie as they neared the exit.

"'s Blackie."

The brunet sighed, pinching the bridge of his nose to keep calm, "Blackie, fine. I am tired of this behavior, _Blackie_. Do you know what sort of strings I had to pull to get you out of here?"

The pudgy man, Otto Octavius, quieted himself, leading Blackie forward again and out of the prison. "Norman Osborn is not a forgiving man."

"Whatever," Blackie grumbled, annoyed, "You didn't have to do anything."

"Yes, I did!" Otto said, walking towards his car, a nice Toyota Prius, "Marie told me to watch after you. I—"

"So what? If my sis hadn't gone an' died—"

"You can't really mean that?" Otto interrupted, unlocking his car. Both men got in. Blackie frowned and took a deep breath.

"No, I don't. I just…" Blackie looked out the window, "I miss her."

Otto nodded, "Me too…but you have to understand, especially because of the _way _Marie died, I can't just let you…"

"I don't kill anybody, I swear," Blackie paused, before continuing matter-of-factly, "'Cept maybe Spider-Man. I did try to kill him."

Otto sighed, "Blackie, you need to stop with…with everything! All the crime..."

"It's not that easy—"

"Yes, it is! Because I'm providing you the opportunity to change it all," Otto said, "You stole from Norman Osborn—my boss! But you better thank God for me because Norman needs me more than anyone, especially after Curt Connors went and made a mockery of Oscorp."

"You mean he turned himself into a freak Lizard monster and started attacking people?" Blackie put it into Laymen's terms.

"Right. That," Otto admitted, "Given that, Norman needs me more than ever. I am the head of all RnD at Oscorp. I produce the things that will renew the public's faith in Mr. Osborn and his company. Because of _that_, and because of a promise I made Mr. Osborn, he allowed you to be freed from jail."

"…what promise?" Blackie had a bad idea he knew where this was going.

"I told him you'd come work for Oscorp as an assistant to me. We could always use someone with as brilliant a mind and as wonderful a gift with machines as you," Otto said.

"No."

"Yes."

"No!"

"Yes," Otto pushed, "Otherwise, and I promised Mr. Osborn this, you go right back to that cell with…what was it? Rags?"

"But—"

"Raniero…"

"Blackie!"

"Blackie," Otto said, "You're going to accept this job, and you are going to thrive at Oscorp."

"I…" Blackie bent over, resting his head against the flat of the car with a bump, "Fine. But only if there's some crazy hot chick there."

"Whatever you say, Blackie…" Otto chuckled.

"I'm serious!"

…

Peter awoke as his phone vibrated in his pocket. The eighteen-year-old rubbed his eyes before checking his phone. 9:03. Less than two hours of sleep. Yay. And the call…Liz Allan? Peter answered.

"Hello?"

"Oh my God, Peter!" Liz sobbed on the other side of the line, "Thank God! Peter, I—I talked to Flash. He said you saw Mark. He said you…"

"Whoa, Liz, slow down," Peter said, massaging his forehead, "Start again."

"Flash…he said you met Mark. You…you don't know where he is, do you?" Liz asked, barely holding back tears.

"I…no. I just met him. I—"

"I know! I know; I know. I just—"

"Liz, talk to me. What happened?" Peter stood up and began to throw his things together. This couldn't be good.

"Mark…he…he didn't show up at his dorm last night. His roommate called, and—and I talked to him yesterday on the phone. He said he had things to take care of, and…oh God, Peter! He might be dead!" Liz sobbed.

"Whoa, there. That's jumping to some serious conclusions, Liz. Do you—"

"He has a gambling problem! I—oh God, Peter! I don't know who else to go to! Flash is leaving tomorrow, and—and—and—"

"Where are you?"

"I'm in California, getting ready for school to start. I just…Mark was always so good to me, and he—he got into some stuff with the wrong people. He could—oh God!"

"Liz, relax," Peter said, "I'll find him. It'll be fine; you'll see."

"Thank you, Peter! God bless you…"

"Just…just keep yourself together. It's probably nothing. Do you know anywhere Mark might go? An address?" Peter asked.

Liz took a few deep breaths, "The Bourbon. It's under the radar…I…I don't know an address. It's by that pizza place on 14th."

"I'll Google it. Don't worry about it," Peter said, "Bye, Liz. I'll check in with you later, 'kay?"

"OK. Th—thank you, Peter. You…"

"It's fine, Liz," Peter sighed, "Don't worry about it. Talk to you later."

"Bye."

Peter hung up. The brunet took a deep breath.

It was heroing time.

…

Spider-Man swung through Manhattan, on his way to the Bourbon. It was supposedly a bar and grill. If Liz was right, the Bourbon was home to an illegal underground gambling ring. Smalltime, sure, but still serious business, especially if Mark was involved.

The webbed wonder had a fairly simple plan. He'd arrive, and play bad cop with the thug who owned the place until he told him where Mark was, or at the very least the last time he'd seen him. Mark may very well have just gone to a football meeting, maybe ended up at a frat party, got drunk and stayed the night…but Peter had a feeling that wasn't the case.

Of course, as Spider-Man neared the Bourbon, just about three miles away, a car exploded, drawing his attention. Gas leak? Oh no…it was much worse.

A fiery freak had blown the vehicle to hell, and was now tramping along the streets, sending civilians into a panic. A cop car pulled up. The fire guy ran the other way. Blowing up cars and running from the cops? Definitely not a good guy.

Great. This was just what Spidey needed. Another a-hole to deal with.

Spider-Man flipped and landed in front of the human flamethrower, cutting him off from his escape.

"You are one hot mess, aren't ya?" Spidey said. The fiery freak was not amused by his joke. He unleashed a molten hot blast of heat at Spider-Man. The hero dived away.

"Get away from me!" the Molten Man shouted.

"No can do!" Spider-Man replied, "Blowing stuff up tends to get you on my naughty list…" The teen hero webbed up a sewer lid and tossed it at the villain. "And I'm a heck of a lot meaner than Santa!"

The lid knocked the Molten Man back, but didn't do much more than phase him. He reached down and picked the lid up, melting it with his touch, and then threw it back at Spider-Man. The hero's lenses widened in fear.

"Yowzers!" Spider-Man flipped over the projectile, "Playing catch with you is no fun!"

"Both of you superfreaks, put your hands on your head!"

There were three cops now, all aiming at the brawling superhumans.

"Um, not helping!" Spider-Man cried out, "You're gonna get…" Molten Man unleashed a torrent of fire at the officers, "Burned."

Spider-Man reacted instinctively, snagging the three cops' ankles with his webs and tripping them, allowing them to narrowly miss the fire blast.

"Stop attacking me!" Molten Man paused to think before continuing, "You…all of you…they sent you after me to bring me back!"

"What? Who?" Spider-Man said, "Wow, you're totally bonkers, aren't you?"

"Shut up! I won't go back there!" Molten Man fired at Spider-Man. The hero leaped behind a car. Bad idea. The villain followed him, raining fiery hell onto the vehicle. "Oh sh—"

The car exploded, sending Spider-Man through a window into a shoe shop. It was a struggle, but he managed to stand up. The shop's owner was cowering behind the register.

"Not even a 'hi, how can I help you?'" Spider-Man weakly tried, before stepping back into battle.

By now, three more NYPD cars had pulled up. This was getting bad.

"Stay back!" Spider-Man ordered, but the cops still got out of their cars and aimed at the superhumans, "I said—"

Spider sense! The webbed wonder dived to the side, barely dodging a cascade of fire.

"You know what?" Spider-Man turned towards his adversary, "I'm coming to you."

Except the Molten Man actually came to him, charging with a guttural roar. Suddenly, now taking the opportunity to look closely, Spider-Man realized he knew the freak. It was Mark Raxton.

His raging spider sense threw Spider-Man back into reality. He flipped over the mutated football player, but immediately turned back around.

"Mark?"

"I won't go back!" Mark shouted.

"Mark Raxton?"

"YOU CAN'T HAVE ME!" Mark unleashed his biggest blast of fire yet. Spider-Man dived away, but his jacket still caught fire.

"Crap! These things don't grow on trees, you know?" Spidey shouted as he stopped, dropped and rolled, putting out the fire.

"Leave me alone!" Mark said, running away. Cops yelled after him. Spider-Man turned to the police officers before they could fire.

"Stop! Don't shoot!"

"Spider-Man, you—"

"Just don't—"

_BLAM!_

Spider-Man narrowly dodged the bullet, flipping onto a wall. He turned to look back for Mark, but the teen was gone. Damn it! …And there was his spider sense! The webbed wonder swung away from the fire of New York's Finest, grabbing his camera on the way. He'd snagged pictures during the fight, his usual routine for any superheroing activity.

Spider-Man landed on a roof, a block or so away from where the fight had taken place, and sat down. Mark was gone. Cops were shooting him. He couldn't deal with this now. He needed a break. He needed to think about this a bit more, and come up with a plan on how to deal with Mark. 'Course that led to a few important questions. Was he a mutant, or—as Spider-Man wondered—had someone changed him into that…that Molten Man? He leaned towards the latter. People don't just randomly start shooting fire and going crazy. Well, usually.

And then of course there was work. The Daily Bugle. He had to turn in new pictures by noon today or else JJJ was going to fire him. Well, he did need a break…

But it wouldn't be for long. He'd go to the Bugle, turn in the pix, and regroup. Then, he would go after Mark. He'd march all the way over to the Bourbon if he had to and interrogate the owner. Or, as Spider-Man figured, Mark would show himself, probably rather explosively. He couldn't hide for long, no matter how much he wanted to.

And when he did show his face, Peter would be right there to stop him and in the end, hopefully, help him.

**NEXT TIME: J. Jonah Jameson! Need I say more?**


	3. Only the Beginning

**A/N: Heya, guys! This is the end of the first arc! Thanks to everyone (two people) who reviewed, haha! I don't have much more to say, so I'll move right into…**

**Guest12: We'll see where it goes. Expect the unexpected. I hope you enjoy the ride.**

**Comixmaster: Not entirely sure how you define Peter/Spider-Man's voice, so I can't REALLY comment, but I can say that since this is an AU tale, and, y'know, my story, Peter isn't going to be exactly like any one version. Thanks for reviewing, btw! **

**The Amazing Spider-Man #3**

**Regenesis Finale**

**Only the Beginning**

Peter Parker ducked into a broom closet through a window outside Daily Bugle Communications' headquarters. Landing with a resounding thud, probably drawing at least one or two odd glances outside the closet, Peter began to change out of his Spider-Man uniform and into his civvies. As he slipped on his last shoe, Peter pushed the door open, ending up tripping through the open doorway. Of course, he could have stopped himself, but that would have gone against his bumbling nerd identity.

Still, he probably could have fallen with a little more grace, instead ending up rather embarrassingly at the feet of Betty Brant, the Bugle's beautiful secretary.

"Peter…" Betty began, both surprised and a bit amused, "…You were in the janitor's closet?"

"I wasn't in the…" Peter stood up, still standing in the doorway of the closet, and stopped himself before saying, "Oh, right. Yeah, I was."

"…Why?"

"…Because I was looking for a…_mop,"_ Peter looked down at a mop on the ground, something he'd knocked out with him, "Oh look! There one is!" Peter picked it up and forced a smile, "Awesome! Well, I better be going!" Peter tossed the mop back into the closet and closed the door, much to Betty's amusement.

"Peter!" Betty called after him. The teen turned back around.

"Yeah?"

"How exactly did you get into the janitor's closet?"

Peter grinned good-naturedly, "I'm Spider-Man and I swung in through an open window in order to hide my secret identity."

Betty raised an eyebrow incredulously.

Peter shrugged, "I snuck in through the front entrance, and ended up in the janitor's closet trying to hide from JJJ."

"Ah," Betty nodded, still unsure.

"Well, I should get going. Can't hide forever!" Peter waved with a smile, and walked off towards J. Jonah Jameson's office. As he neared it, the teen couldn't help but overhear the racket inside. Jonah was rambling on about nothing in particular, and Robbie Robertson, JJJ's second-in-command and the even to Jonah's odd personality, shouted back. This ought to be good.

"Jonah, you can't just…"

Peter knocked loudly. The room quieted. Robbie opened the door, exposing Jonah, hands on his hips, chewing a piece of nicotine gum, and a beautiful platinum blonde girl not much older than Peter. She was tall, elegant, and dare he think it—sexy!

"Peter…" Robbie began, before Jonah started up.

"Parker, you're fired!"

"Really, boss? I think you'll rescind that statement after you see these pix," Peter swung his backpack off his shoulder and reached inside it to grab a few pictures of Spider-Man. He tossed them onto Jonah's desk. The middle-aged man didn't even look at them.

"Parker, you're fired," Jonah repeated. The blonde grinned mischievously.

Peter frowned, "Excuse me?"

"Are you deaf or stupid? You're FIRED! Finished! Done for! Outta here!" Jonah declared. Robbie stepped in between the two before Peter could respond.

"Now, listen, Peter, just give Jonah a chance to calm down and think this through…"

Jonah said, "I did think this through the minute Ms. Tardy—"

"Hardy," the young woman interjected.

"That's what I said!" JJJ retorted, before continuing, "As I was saying, the minute Ms. Hardy came in here with pictures of Spider-Man for half the price, I knew Parker was gonzo! It's simple business, Robbie."

"Pix of…what?" Peter exclaimed, stepping forward, "Mr. Jameson, with all due respect to Ms…"

"Felicia Hardy." The woman said with a grin.

"Felicia Hardy—there's no way that they're as good as mine!" Peter pointed to his clear, genuine pictures as proof.

"Really, kid?" Jonah pushed Robbie aside and shoved a picture into Peter's face. Indeed, it was just as good as any he'd given to Jonah.

"But—but, they've gotta be photoshopped, or—"

"They're genuine," Felicia said. "If you're as good as you seem to think you are, you'll know I'm telling the truth." She was. Damn it!

Peter clenched his hands into fists. This couldn't be happening! He needed this money! He needed this job! Without it, how was he going to help Aunt May pay the bills? How was he gonna afford to pay for a date with Gwen Stacy? …Well, maybe he was getting a little ahead of himself there, but still…

"How'd you do it?"

"Guess I'm just lucky," Felicia teased.

"Can't handle the fact that someone else figured out your trick, Parker?" Jonah cruelly teased.

"Believe me, there's no way. That 'trick' is mine and mine alone," Peter muttered, stepping away. The only way to get his job back would be to offer his pix for 45% of the original price. He couldn't afford that. In fact, he had to wonder how Felicia could afford 50%! JJJ's original price was cheap as is.

Robbie, seeing Peter's predicament, tried to intervene, "Listen, Jonah, maybe you can keep Peter on as another freelancer for…"

"Enough—"

"He's been working here for nearly a year!"

"I've owned the damn business for thirty years!"

"Jonah!"

"NO! There's only room for one Spider-Man photographer here, and that's currently occupied by our Miss Felicia Hardy!" Jonah finished, "Now, kid, get out!"

Peter gave Robbie one last look as if to say 'it's fine; I can handle it' before turning and leaving the room. On his way out, Felicia gave him a weak apologetic wave before turning back to Jonah. As he began to think up horrible scenarios involving Felicia tripping and breaking her camera and both her legs, Peter's spider sense went off. What could possibly be so…?

Coffee. A reporter spilled coffee on him as he left Jonah's office. Hot coffee. Great. His luck couldn't get any worse.

"With Jimmy gone, Jonah, you could at least give the kid a chance at the web design job…"

"Web design!" Peter swirled around, ignoring the apologies of the reporter who was currently attempting and failing to dab coffee off of his shirt. "I can do web design!"

JJJ frowned, "Parker, I said—"

"Please!" Peter ran back into the room, nearly tripping over his shoelaces that had since become untied. Weird, he always triple knotted them. Peter shook the thought away. "I'm really, really good with computers, and…"

"Errrgg….fine. Fine! But for half your…"

"Jonah…" Robbie began.

"I meant I'll pay you in full," JJJ muttered grimly, "Just get out before I change my mind."

"Thank you, Mr. Jameson! Thank you so much!" Peter bowed his head over and over as he walked back out of JJJ's office…again. As he left, Peter winked teasingly at Felicia. The game was on. This web design job was a start. Soon enough, whenever Felicia screwed up, Peter would be back on top…figuratively, of course. He would never dream of…of…wow, Felicia's shirt was buttoned down really low. Was that even…

"Son of a—" Peter tripped over his untied shoelaces and fell on his behind. No spider sense. No warning. What the hell was up with his luck today?

When Peter looked up, he found Felicia was staring right back down at him. She winked.

Something was off about this beautiful, talented, bust…er, beautiful girl. Peter was going to find out what. Or not. Maybe if she turned out to be nice then they could…

Peter pushed the thought away as he hurried out of the room.

"Just keep swimming, just keep swimming…"

"Just keep swimming," Peter muttered, swinging through New York in his super-suit. He landed gently on the ground about a block from his Aunt's house on the edge of New York City. After changing quickly into his civvies—rather stained civvies, he might add—Peter ran up the block and knocked on the front door of what had been his home for 18 years.

He could do this. He could keep going. Very little sleep, crappy luck, super villain rampage, pissed off returned-from-the-netherworld (as in Europe) best friend, and…well, actually, that about summed it up. Oh. He could also add that the super villain was his high school crush's cousin, a troubled young man who kinda reminded Peter of Harry, actually, if Harry had been a jock.

Oh, and of course now he had to talk to his Aunt who was sure to grill him for nothing in particular, while at the same time babying him as if he was ten. What could he say? She was a complicated woman.

May opened up the front door with a smile, "Peter!"

"Hey." The teen smiled back weakly and walked past May into the house. After managing to reach the living room couch, he threw his backpack to the ground and collapsed onto the sofa with a prolonged sigh.

"I take it your first day didn't go so well." May worriedly wondered, sitting next to Peter on the couch.

"Nah. I mean, I wouldn't really call it my first day anyway. Class starts tomorrow after all."

"I see..." May shifted in her seat, sensing her nephew's negative mood, "Would you like something to drink? I just went to the grocery and—"

"I'm good. Thanks though," Peter tried not to look at May, or say anything that might make her think of…

"So how did seeing Harry go?" That. Of course. She brought up that.

How do you put it gently that you completely ditched your long-lost best friend for a bank robbery? Of course, Peter couldn't mention the robbery. So he went with, "It ended abruptly. Orientation and all. I…uh…"

"You left him, didn't you?" May took a deep breath and held her head in her hands.

"No, I—"

"Peter, I thought you said this was going to stop. I thought you said it was over! The—the lying, and the ditching class, work, everything for—for whatever it is that you do!" May was on the verge of tears. Peter had to control this situation before it got too bad.

"Aunt May, please…" Peter put a hand on his aunt's shoulder, gazing at her worriedly, "I'm trying. I just…I just…" He couldn't tell her. Not yet. He'd promised Uncle Ben he would keep her safe. Involving her with his Spider-Man business would do the opposite.

"I should leave," Peter stood up and slung his backpack over his shoulder. He began to walk towards the door, hating himself more with every step. May looked up as Peter opened up the door.

"Peter, wait…"

But he was gone, the door shut. May started at the door for a second, before turning her gaze to a picture planted on a coffee table in front of her. It was of Peter, Ben and herself, back when Peter was just starting high school. The three of them had taken a weekend out to a beach on the coast. They were dirty, and the ocean was naturally very cold, but God had for some reason graced them with a beautiful day. They'd been so happy then, so close…

May burst into tears.

Everything had changed, and she knew it would never, ever be the same again.

**A Few Seconds Earlier**

Peter hurried out of his Aunt's house, closing the door before May could say anything. Damn it, damn it, DAMN IT! The teen threw his backpack to the ground, causing his costume and a half broken camera to burst out. He'd been meaning to get it fixed for weeks, but had been too busy spending his money on other things. New clothes for college, his aunt's bills, and more supplies for web fluid. Damn it! Spider-Man was the reason all this shit went wrong. Ever since he'd been bitten by that damn spider…

"Nice hoodie." Peter swiveled around, coming face to face with a tall, gorgeous redhead dressed in a jean jacket, t-shirt and jeans. He hadn't heard her arrive, or—or whatever she did to just appear like that. Shit! The costume!

"You burn it or something?" The redhead walked down the steps of the house next door—it belonged to a Something Watson, one of May's friends—and pointed to Peter's Spider-Man hoodie, which had been singed from the fight with Mark Raxton. Peter rushed to put away the hoodie and the rest of the costume while the girl continued to approach him, looking at him amusedly. Pete swung the backpack over his shoulder and forced his best fake smile. It didn't work. At all.

"I…uh…" Peter panicked for a response as the beautiful girl gazed at him expectantly.

"Whoa, it's cool," the redhead backed up, hands up to stop Peter from talking, "It's totally your business. Don't worry about it." She paused, before holding out her hand. "Mary Jane Watson. You must be May's nephew…Peter?"

"Yeah, Peter Benjamin Parker," the teen mentally slapped himself, shaking Mary Jane's hand, "I mean, just Peter, yeah. You're…Mary Jane Watson? You said that, but I guess what I'm trying to say is…uh…"

"I'm Anna's niece, yep."

"Awesome! Or cool, or whatever," Peter rubbed the back of his head embarrassedly, further disheveling his already disheveled hair. "So you…live here?"

"Nah, I was just stopping by to say hi. I'm actually attending ESU right now, and living in a dorm building there." Mary Jane explained.

"Really? That's awesome! So am I!"

"Which one?"

"What?"

"Which dorm?"

"Oh, uh…Woolsey. You?"

"Harriet. So-"

Peter's phone buzzed. It was a police alert message. Mark had been sighted in Manhattan. In fact, he'd been more than sighted; he was actively attacking civilians.

"Listen, MJ—I mean, Mary Jane, sorry," Peter began to back away, "I've gotta go. It's uh…."

"Hey, it's totally understandable," Mary Jane said, genuinely meaning it, "She's a lucky one, I'm sure."

"What? No—"

"Peter, it's fine," the redhead turned back to the house, before pausing and facing the other teen again.

Mary Jane smiled, "I get it, Tiger. I bet ya hit the jackpot."

_You have no idea,_ Peter thought, awe-struck. Who the hell was this Mary Jane Watson girl?

Now wasn't the time. Peter shook the thoughts away. Angsting and hormonally driven fits of embarrassment and attraction needed to be the last things on his mind. He had to save Mark.

He was going to save Mark.

There was no way he was gonna save Mark!

"Shittake mushrooms!" Spider-Man leaped over a burst of fire, narrowly escaping without being burned. He'd been forced to go into battle without his signature jacket, leaving him in just a black T-shirt. Peter made a mental note to grab a new jacket when he got back to his dorm room. He'd need it…if he even got out of there alive!

"LEAVE ME ALONE!" Mark roared, setting car and building after car and building on fire as he tried to hit Spider-Man with an onslaught of flames.

"Says the guy needlessly attacking people, including yours truly," Spider-Man webbed up the top of a fire hydrant and pulled it off as he continued leaping away, causing water to erupt from the ground. He managed to dodge his way back to the hydrant, where he used the broken top to direct the jet of water to Mark, who was instantly knocked back and doused by the explosive current.

"There we go, Marky Mark. Now, if you wouldn't mind leaving the Funky Bunch at home and playing nice…" Mark turned back into his fiery attack mode and charged Spider-Man. "Or you could charge me like a maniac. That works too."

Spider-Man flipped over the enraged man and webbed him up. It wouldn't last long, but it gave him a chance to talk.

"I won't go back!" Mark shouted, already melting the webs.

"Back where? Mark, let me help you!" Spider-Man begged.

"Like I'll listen to you! I know—I know that…what do I know? Where was I?" Mark stopped, the webs now fully melted, and gazed off into space.

"Mark, my name is Spider-Man. I was sent by your cousin, Liz, to help you. I swear to God, man, I just want to help." Spider-Man took a step forward.

"Liz? She…she's in California. Hollywood's in California. Movies. I like movies…" Mark seemed as if he was about to cry, his lip quivering.

"Yeah? What movies do you like? I'm a fan of sci-fi, like Star Trek or Star Wars…" The hero continued slowly approaching Mark. He was just a few feet away now. This was it. He could calm him down, maybe get Mark to come with him….somewhere. He'd wing it.

"Star Wars…Darth Vader. Darth Vader is evil…like the man with the mask." Uh oh. That wasn't a good sign. "The green mask." Not Peter, but still…

"Mark, please…"

"Evil like," Mark looked up, expression fiery, "_you."_

"Oh no." He was too close. Mark raised his fist. There was no escaping this attack. This was it…

Mark fell back to the ground, unconscious, a bullet in his neck. No blood had been drawn, but…HOLY SHIT! Mark had been shot!

Spider-Man dived to Mark's side, trying to touch him, to help him, but he was still fiery hot.

"No, no, no!" The teen looked around for whoever'd shot Mark, "Who the hell did this?"

"Relax, he's alive. I just iced him."

Spider-Man looked up. A man in a black suit stood over Mark, an oddly shaped pistol in his hand. The webbed hero couldn't clearly make out his face, the sun obscuring his vision.

"Who are you?" Spider-Man wondered, squinting, making out only the vaguest etchings of brown hair.

"Wouldn't _you _like to know?"

And without another word, the man lifted up his pistol and fired. No spider sense. Nothing.

Everything went dark.

"GOD DAMNIT!"

Adrian Toomes slammed his fist onto the armrest of his throne, as saliva slipped past his quivering lips. The older man dug his nails deeply into his hand, drawing blood and causing his peon, the brunette in front of him, to shirk back in fear.

"First Fisk betrayed me, then as soon as I return for revenge, Spider-Man goes out of his way to spite me, and now THIS!" Toomes stood up, exposing his caped, feathery black suit, and his shriveled form, barely standing over his servant even though he was a few steps above her.

"Sir, my lord," the woman bowed, "The Cat did come through. We have the harness."

"Merely a minor victory. As of now, we are _losing _the war!" Toomes cawed.

"The test subject may have been taken, and Spider-Man may have escaped with his life, but—"

"BUT WHAT?" Toomes loomed over the woman, "Do you not see? Are you so blind to the truth? I am not merely aggravated over the loss of a measly experiment gone wrong, nor of the arachnid's continued meddling. The pieces are aligning against me. My enemies are joining forces!"

"My lord, I am sorry, but—but what are you—"

"What am I talking about?" Toomes laughed maniacally, before breaking into a coughing fit and collapsing back onto his throne. The woman rushed to his side, taking out a handkerchief and dabbing blood from his mouth. Toomes didn't look at her, his head held high, as he fought back the echoing voice in his head, calling him old, telling him he was finished, telling him he had been outdone.

"I wage a one-man war against a united front," Toomes whispered, "But I will not lose."

"Of course, Lord Toomes." The woman hesitantly backed away once Toomes waved his hand. The ex-Kingpin of crime gazed off, away from anyone or anything in the room, including the birds cawing quietly around him.

"Inform the Tinkerer that my wait is over. I need an army. No…no, I need better. I need an elite group of the most abhorrent, heartless criminals and assassins, gifted with his greatest inventions. I need a task force hellbent on defeating my enemies, eliminating Fisk, squashing _Spider-Man…"_

"How many, my lord? How many do you require?"

Toomes frowned, thinking on it. He knew. It had to be that number. The same age he'd made his first kill. The same number of birds he had kept as a child. The same number of men Fisk had used in his coup to dethrone him.

"Six. I require the most sinister six you can find…"


End file.
